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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Performance Stock Units | $ 0 | 08/25/2018 | M | 44,140 | (1) | (1) | Common Stock, Par Value $1.00 | 44,140 | $ 0 | 0 | D | ||||
Performance Stock Units | $ 0 | 08/25/2018 | M | 22,700 | (4) | (4) | Common Stock, Par Value $1.00 | 22,700 | $ 0 | 0 | D | ||||
Performance Stock Units | $ 0 | 08/25/2018 | A | 29,184 | (7) | (7) | Common Stock, Par Value $1.00 | 29,184 | $ 0 | 29,184 | D | ||||
Restricted Stock Units | $ 0 | 08/25/2018 | A | 14,592 | (8) | (8) | Common Stock, Par Value $1.00 | 14,592 | $ 0 | 14,592 | D | ||||
Non-Qualified Stock Option (Right to Buy) | $ 163.23 | 08/25/2018 | A | 75,524 | 08/25/2021(9) | 08/25/2028 | Common Stock, Par Value $1.00 | 75,524 | $ 0 | 75,524 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Brown William M HARRIS CORPORATION 1025 W. NASA BOULEVARD MELBOURNE, FL 32919 |
X | Chairman, President, and CEO |
By: /s/ Scott T. Mikuen, Attorney-in-Fact, For: William M. Brown | 08/28/2018 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Settlement in shares of common stock of performance stock units awarded on 8/28/2015 (previously reported) that vested at end of 3-fiscal-year performance period on 6/29/2018. (Each performance stock unit represents a contingent right to 1 share of Issuer's common stock.) |
(2) | Settlement in shares of common stock of additional performance stock units from award described in note (1) above that vested based on award payout formula. |
(3) | Shares withheld by Issuer to pay tax liability on vesting of performance stock units previously awarded. |
(4) | Settlement in shares of common stock of performance stock units awarded on 8/28/2015 (previously reported) that vested at end of 3-fiscal-year performance period on 6/29/2018 based on achievement of full-year run rate net synergies from Exelis Inc. acquisition. (Each performance stock unit represents a contingent right to 1 share of Issuer's common stock.) |
(5) | Settlement in shares of common stock of additional performance stock units from award described in note (4) above that vested based on award payout formula. |
(6) | Aggregate of shares listed includes 22.72 shares acquired through Harris Corporation 401(k) Retirement Plan from 2/14/2018 through 5/31/2018. |
(7) | Award of performance stock units subject to future vesting on 7/2/2021 in respect of 3-fiscal-year performance period that started 6/30/2018 and also subject to future adjustment based on award payout formula, with vested units to be settled in shares of common stock within 2.5 months of vesting. (Each performance stock unit represents a contingent right to 1 share of Issuer's common stock.) |
(8) | Award of restricted stock units subject to future vesting on 8/25/2021. (Each restricted stock unit represents a contingent right to 1 share of Issuer's common stock.) |
(9) | Aggregate number of options vests and becomes exercisable as follows: 25,175 on first anniversary of grant date, additional 25,175 on second anniversary of grant date and remaining 25,174 on third anniversary of grant date. |
Remarks: Exhibit List: Exhibit 24 - Power of Attorney |